ACT ONE

The year is 1927. The place is Hollywood, California. In front of Graumann's Chinese Theatre, everyone is celebrating Monumental Pictures' premiere of "The Royal Rascal" starring two of Hollywood's most popular stars, Don Lockwood and Lina Lamont. People anxiously await the arrival of these two stars. Leading film columnist, Dora Bailey, is giving an on-the-air report. As she and everyone waits, she talks with Cosmo Brown, Don Lockwood's closest friend and confidante, and Roscoe Dexter, the director of the picture. Suddenly, there is a roar from the crowd as a limo pulls up. The two stars stop to talk with Dora who asks them if the rumors about their upcoming marriage are true. Don tells Dora that he and Lina are simply just "good friends" at this time. Rather than talk about his "love" for Lina, Don discusses his life. He was raised by wonderful parents who instilled in him the motto he has always lived by: "Dignity – always dignity." He has worked very hard his entire life. We, the audience, see the true story: A boy (Don) kicked out of a saloon who meets another boy in the same situation (Cosmo). The two learned to dance, teamed up, and were soon performing in some of the dingiest burlesque halls around. ("Fit As A Fiddle") A talent scout happened to be in the audience one night and the rest is Hollywood history.

Inside Graumann's, Lina and Don's silent movie epic is being premiered. On screen, Lina and Don are kissing until an evil villain enters and initiates a sword fight with Don. Don, of course, kills the villain and rushes back to his awaiting Lina. The audience loves the film, and Don and Lina come to the stage to take a bow. Interestingly, only Don addresses the audience. Every time Lina tries to speak, Don cuts her off.

Outside the theatre, Lina is absolutely furious that no one lets her talk. We learn why when we hear her voice for the first time: it is high-pitched, nasal and anything but attractive. The public thinks that she has a voice to match her on-screen persona. Lina really wants to marry Don; she believes everything the Hollywood tabloids are saying about the two of them. Don, however, is not the least bit interested in her. Don tricks Lina into going to the premiere party in a separate limo – to break up the mobs. He just wants to take a walk by himself and get away from her. Don convinces Cosmo to wear his coat and hat and drive off in the other limo. Cosmo obliges to help out his best friend.

As Don strolls down Hollywood Boulevard, several fans recognize him. He quickly dismisses them by saying he is just an average guy waiting for a trolley with his girl. He puts his arm around a girl (Kathy Selden) sitting on a nearby bench. She is rather taken aback by these proceedings, but he holds onto to her until the fans leave. Kathy doesn't recognize Don as the famous Hollywood star. Rather, she thinks he is a criminal whose picture she has seen in the newspapers. She calls to a nearby policeman who recognizes Don. After the policeman leaves, Don apologizes to Kathy for frightening her. She feels worse for reacting the way she did. We learn that Kathy really doesn't care much for the silent movies and the world of Hollywood. To her it isn't art! Kathy declares she is a real actress who has aspirations of a great New York stage career. Don finds her enthusiasm attractive, but points out to her that her criticism of silent movie acting is actually a direct insult to him. She challenges him by saying he’s nothing but a shadow on film and not flesh and blood. In a strange way, Don finds this spunky little actress attractive, but she attempts to resist his advancements. ("You Stepped Out of A Dream") The people strolling on the street watch as Don flirts with Kathy. He leaves Kathy alone and perplexed, as fans grab at him for an autograph.

At Monumental Films studio head R. F. Simpson's mansion, the wild movie premiere party is in progress. Cosmo is flirting with a young woman who wants to get into the movies. Don enters and is congratulated by everyone. He goes right to Cosmo and asks him, "Am I a good actor?" Cosmo is a bit confused, but assures the slightly shaken Don that he is talented. Simpson runs to Don. He's been waiting for Don to arrive to reveal a surprise! With that, a movie screen is revealed and a short "talking" movie clip is shown. The guests are both amused and confused by this. Will anyone in Hollywood ever use sound? Simpson assures everyone that it is just a passing fancy. Warner Brothers is making a new talking picture, "The Jazz Singer," but he's certain they will lose their shirts. Cosmo, on the other hand, isn't so sure.

Lina spots Don and runs to him. It's obvious that she is crazy for him and that he wants nothing to do with her. Simpson is happy to see his two studio stars standing arm and arm, and he signals for a large cake to be wheeled on. Don cuts the cake and a figure pops up: Kathy Selden, in a showgirl outfit. Don bursts out laughing as he stands face to face with the girl who only an hour ago claimed to be the next Ethel Barrymore. Kathy is there to perform with a bunch of other chorus girls ("All I Do Is Dream of You"). After Kathy finishes dancing and singing, Don continues with his teasing. Lina notices Don talking with Kathy and wants to know what is going on. After one kidding insult too many, Kathy takes a cream cake from a dessert table and hurls it at Don who ducks. Unfortunately, the cake hits Lina full in the face. The movie star is so enraged that she runs after Kathy who dashes out. Don tells Lina that it was an accident, but she’ll hear nothing of it. Realizing just how ridiculous she looks covered with whipped cream, Lina exits with as much dignity as possible. Don runs out to find Kathy.

Three weeks later, at Monumental Studios, production is starting on the next Lockwood-Lamont picture. There are props and scenery everywhere. Cosmo enters informing an associate, Rod, that Variety reports that the first talking picture, "The Jazz Singer," has had an all-time smash first week. Rod seems rather non-plussed by this "passing fancy" and wishes Cosmo luck on his picture. Cosmo only plays the piano on the pictures. Don enters, ready to start working on "The Dueling Cavalier." It takes place during the French Revolution, and the plot is virtually the same as every other film Don and Lina have ever made. All they do is change the time and location. Don is upset at Cosmo for reminding him of this. That's what Kathy Selden said to him that night on Hollywood Boulevard. Don can't get her out of his mind. Cosmo thinks it's only because she's the first dame who hasn't fallen for him since he was four. She lost her job because of the cake incident, and Cosmo assures Don it isn't his fault. Cosmo does his best to cheer up his best friend. ("Make ‘Em Laugh")

On the set of "The Dueling Cavalier," director Roscoe Dexter is preparing to begin shooting the film. Lina enters, the very vision of beauty in an 18th century French costume. Only when she speaks to complain about her heavy wig does the loveliness go away. A fully-costumed Don Lockwood enters and Lina confronts him immediately. Where was he the other night? He was supposed to be at a party with her. Lina is certain that he was looking for Kathy. He assures her that "yes" he was looking for Kathy. He's worried about her; she lost her job because of him. Lina informs Don that she arranged to have Kathy fired. Don is furious, but it is time to begin shooting the film. Dexter directs the actors in a passionate love scene while Cosmo supplies the mood music. Don and Lina play the scene very convincingly with their facial expressions, even as they continue to fight about the Kathy Selden issue. Lina is desperately trying to convince Don that he loves her, but he assures her that he would rather kiss a tarantula. Before they can do another take, Simpson enters and tells the cameras to stop rolling. "The Jazz Singer" is a hit! Monumental Pictures is shutting down for a few weeks as they convert over to sound. "The Dueling Cavalier" will be their first sound venture. Dexter tries to convince his boss that it is more difficult than he may think, and hearing Lina's voice squeak as she comments on the proceedings only confirms this. Simpson doesn't care! Monumental Pictures will be making movie musicals, while making motion picture history. The studio head puts Cosmo in charge of the new music department.

Monumental transforms itself and begins shooting its first movie musical. Kathy Selden is one of the featured chorus girls in the first lavish production number ever filmed ("Beautiful Girls"). Cosmo, watching the shooting, recognizes Kathy and runs off to find Don. Simpson notices her too, but instead is taken with her charm. Director, Sid Phillips, confirms that he, too, noticed Kathy and wanted to feature her in the part of the kid sister in the movie. Simpson wants to audition her – now. They call her back, ask Cosmo to play the piano, and Kathy sings for Simpson ("You Are My Lucky Star"). As soon as Kathy finishes singing, Don enters applauding wildly. Kathy runs off, convinced she'll be fired when Simpson finds out she's the cake girl. Instead, Don convinces Simpson to hire Kathy for the supporting role. A grateful Kathy Selden strolls off to lunch with Don Lockwood.

As they make their way through a deserted soundstage to the studio commissary, Don assures Kathy that everything about Lina and him in the fan magazines is nothing more than sheer publicity. She apologizes to him for all the terrible things she said to him that first night they met. Don is taken with the charming girl, but doesn't quite know what to say to her. He realizes that he needs the proper setting to create the proper mood. He achieves this with a variety of lighting, mist, and wind machines that are at his disposal. With everything in place, he finally is able to tell Kathy just how he feels ("You Were Meant For Me").

Lina is desperately trying to improve her voice and is studying with Miss Dinsmore, the famous vocal coach. Miss Dinsmore tries very hard to work with her, but Lina is a poor pupil. She doesn't improve. What's worse, she doesn’t realize how awful her speaking is. Don, on the other hand, is having no trouble with his vocal coach. He conquers every tongue-twister given to him with the greatest of ease. Cosmo enters and watches the proceedings and joins in with Don and the teacher in a wild and frantic game of words ("Moses").

"The Dueling Cavalier" resumes production with sound equipment in place. The transition from silent to sound is not as easy as everyone originally thought. Dexter works with Lina on one of her close-up scenes and is quite exhausted by it all. Lina can't get anything right! She forgets to talk into the microphone. She moves around too much. Plus, her voice just sounds awful. Nevertheless, they all proceed because she is the star.

The movie receives its first preview and is an absolute disaster. Much of the dialogue is out of synch. The sound effects are terrible. Many of these mistakes can be fixed in the studio. However, the one thing that can't be fixed is Lina's voice. When the movie is finished, the audience is laughing hysterically. Simpson is most distraught since the film is booked to open across the country in six weeks.

Later at Don's house, Don, Kathy, and Cosmo are sitting together. Don admits defeat, but Cosmo and Kathy won't let him give up that easily. Cosmo suggests that they make "The Dueling Cavalier" into a musical. Pretty soon ideas are flying around, and Don is happy once again, ready to take on the challenge. They will make the movie into a musical, and they'll do it in six weeks! Don declares that today, March 23rd, is an historical day. Cosmo reminds him that it is now 1:30 in the morning. Therefore, March 24th is the history-making day ("Good Morning").

This celebration stops cold when Don reminds everyone that even though Lina is beautiful, she is a triple threat: “She can’t sing, she can’t act and she can’t dance.” Her voice cannot be disguised. Cosmo suddenly gets an idea! Why not dub Kathy's voice and let Lina just mouth the words? It sounds like a great idea. Don won't let Kathy think of it; she'd be throwing away her own career. Kathy assures him that it'll only be for one picture, and she'd be happy to help. The plan is in place and ready to go.

Don takes Kathy home in his white limo in the pouring rain. At her door he kisses her goodnight. Rather than run back to the limo, he simply motions for the car to drive off. He is in love and wants nothing more than to sing and dance in the rain. ("Singin' In the Rain")

ACT TWO

The next day at the studio, Simpson is ecstatic. He loves the idea of making "The Dueling Cavalier" into a musical. The only worry he has is about Lina. He knows that she doesn't like Kathy and wouldn't be happy to hear that her voice was being dubbed. They all agree that they must keep the entire thing hush-hush. They even re-title the movie "The Dancing Cavalier." Everyone is ready to work.

Kathy dubs all of Lina's scenes and songs late at night so that no one can find out, and she does a fabulous job ("Would You"). What's even more apparent through all of this is that Don and Kathy are very much in love. Don can't wait until the picture is finished so that he can let the whole world know whom he really loves. Just as Don and Kathy kiss, the door flies open and in bursts Lina and Zelda, another studio actress. Zelda has told Lina everything. Lina is upset about Don proclaiming his love for Kathy and is even more upset when Cosmo tells her that Kathy is going to get full screen credit for the dubbing. Lina is very upset and goes off to find Simpson. Nobody makes a fool of Lina Lamont! Don assures Kathy that there is nothing Lina can do.

Out on the lot, Lina thanks Zelda for telling her about “that little snake in the grass.” Lina is putting up a brave front. What's wrong with her and her voice anyway? She looks into her dressing room mirror and laments her situation ("What's Wrong with Me?").

In Simpson's office, the boss is telling Cosmo how upset Lina is about everything. Obviously Simpson doesn't know how to take charge of anything! The studio's future depends on this picture; he must make sure that it is a success! Cosmo calms down Simpson by reminding him that he is the "boss" and whatever he says goes. Simpson realizes that the picture doesn't have a production number. "The Dancing Cavalier" has got to dance! The picture's director, Dexter, reminds them that it is a period movie, but Cosmo suggests that they add a flash forward section to the picture complete with tapping hoofers. Dexter and Simpson are confused by this, so Cosmo has them close their eyes and imagine how it might be. ("Broadway Melody")

They finish the picture and it is premiered at Graumann's Chinese Theatre. Simpson and Dexter wait in the wings as the film is in progress. It is evident from the applause that the audience is crazy for the film. Rod enters with newspapers indicating that Monumental Pictures is ecstatic about Lina's talents while giving none of the credit to Kathy. Simpson is completely baffled by this since this is not the publicity campaign he approved. Suddenly, Lina flounces on the scene declaring that she gave every paper in town an exclusive story. In fact, her studio contract says she controls all her publicity, and if she doesn't like what is said about her, she can sue. Simpson admits defeat and wants to go out and watch the end of the film, but Lina stops him. Since Kathy did such a great job dubbing her voice in this picture, why not have her continue doing it? Kathy doesn't need to star in films of her own! Simpson declares that he would never do that to Kathy, but Lina holds up her contract and reminds him just who is in charge.

The film finishes and the audience goes wild with applause. Backstage, the creative team is celebrating. Don and Kathy kiss. Lina announces to everyone backstage that Kathy will continue dubbing her voice. Don is furious, but Lina shows everyone the paperwork she has in place. She reminds Kathy that she is under a five-year contract and must do whatever Mr. Simpson says. Right now, Simpson is going to do whatever Lina says. Through all of this, the audience is still applauding, and they want a speech. Hearing this, Lina perks up and declares that she is going to make a speech. Don and Cosmo quickly get an idea and encourage Lina to talk to the audience.

Lina triumphantly dashes out on stage and speaks in her flat nasal tone. The audience is r confused. This isn't the same Lina they just heard on screen. Someone yells out that Lina should cut the small talk and just sing a song. Lina runs to the wings panicked! What should she do? Don, Simpson, and Cosmo huddle in the corner and finally agree that Kathy will sing backstage while Lina mouths the words. Kathy is shocked that Don would let this happen; however, Don insists that Kathy sing. Simpson reminds Kathy that she is under contract and must do whatever he says. A very upset Kathy goes to the microphone, but not before she tells Don she will never see him again – on or off the screen.

Lina triumphantly walks back on stage and mouths the song from the picture ("Would You") while Kathy sings from behind the curtain. In the wings, Simpson, Don, and Cosmo raise the curtain to reveal Kathy singing. Lina continues, oblivious to what is happening behind her, even though the audience is laughing hysterically. Lina doesn't catch on until Cosmo pushes Kathy away from the microphone and sings into it himself. A horribly embarrassed Lina runs off the stage. Kathy runs down the aisle through the audience. She stops when Don runs on stage and declares that it is Kathy Selden who is the real star of "The Dancing Cavalier." It is her voice the audience heard tonight! Kathy returns to the stage and everyone, except Lina, is happy. ("You Are My Lucky Star")